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A clean install of SE will help heaps but as soon as it is loaded up do what's described in this link, http://www.pcscoop.com/software/oses/WINfiles/index.asp, before adding any other drivers. Then if ya motherboard is VIA based then load the 4in1 (Hyperion) drivers (guide here, http://forums.tweaktown.com/showthre...;threadid=5234) follow by video card drivers and then any others needed. Intel based boards will not require special drivers though ALi and SiS will so check on these. There are some other os tweaks and most (if not all) can be found at http://www.winguides.com/registry/ to suit your needs. Also if possible get another stick of 128MB memory of similar specs as the one that ya already have as this will help speed things up a bit more. ;)

Best to read all of this first before startin' so ya can streamline the whole installation and tweakin' process to suit your desired setup. One thing that I do do with Win9x oses though is have at least 2 partitions to the hard drive and copy the Win98 folder from the Windows CD to the 2nd partition then with the startup disk start without CDROM support (faster load this way) and go to that folder and run the setup.exe from there. This will be much quicker installin' plus when drivers are required from the setup source then Windows will get them from the Win98 folder and not ask ya to insert the CD. :devil win